RESEARCH

Nebular Fund II Review 2026: Is It Legit? SEC Form D & Finn Murphy Venture Capital Analysis

Nebular Fund II Review 2026: Is It Legit? SEC Form D & Finn Murphy Venture Capital Analysis

Independent Verdict

Nebular Fund II is a verifiable early-stage venture capital fund connected to Nebular, the New York-based VC firm founded by Finn Murphy after his departure from Frontline Ventures. The fund is not just a newly filed shell. Nebular has a public operating website, identifiable founder, media coverage, a prior Fund I, multiple portfolio companies, repeated SEC filings and a broader set of related investment vehicles that can be traced through EDGAR.

The first Nebular Fund II Form D was filed in September 2025. That filing identified the issuer as a Delaware limited partnership, Nebular Fund II GP, LLC as general partner and Finn Murphy as manager of the general partner. The fund selected Venture Capital Fund, Rule 506(b) and Investment Company Act Section 3(c)(1). At that time, the filing disclosed a $55 million offering, $32.31 million already sold, 33 investors and a minimum outside investment of $5,000.

The September 18, 2026 amendment adds another important layer. Public Form D tracking data reports approximately $28.963 million of incremental capital in the amendment. Combined with the $32.31 million reported in the original filing, that implies roughly $61.27 million of cumulative securities sold across the two filings. Public Form D databases also describe the latest amendment as a roughly $61.3 million filing.

That growth is meaningful because it suggests Nebular Fund II has exceeded the amount already sold when the fund first appeared publicly in 2025. It also places Fund II at more than double the size publicly associated with Nebular's first fund, which closed around $30 million. Media and Finn Murphy's own public comments describe Fund I as a concentrated early-stage vehicle investing mainly at pre-seed and seed, split between the U.S. and Europe.

Our conclusion is that Nebular Fund II is a real and actively funded venture vehicle backed by a recognizable emerging VC platform with actual portfolio activity. Its strongest positives are the clear Finn Murphy connection, rapid fund-size growth, an identifiable Fund I history and visible investments in sectors such as AI, healthcare, space infrastructure and defense technology. Its main weaknesses are the limited public disclosure typical of venture funds: portfolio-level ownership, realized returns, fees, service providers and Fund II-specific performance are not publicly available in enough detail to judge investment quality.

Company, Founder and Market Background

Nebular was founded by Finn Murphy, a former partner at Frontline Ventures. The Irish Times reported in 2023 that Murphy was raising a new New York-based venture fund to back pre-seed startups in the U.S. and Europe. At that point, the target was roughly $20 million, with the fund expected to back around 16 companies and focus on software trends including developer tools, local AI, healthcare operations and manufacturing-related technology. The same report identified early LP support from founders and institutional investors and noted initial investments including Trace.Space, Teton and Co:Helm.

The fund ultimately grew beyond that early target. Murphy later said publicly that Nebular Fund I was closing just shy of $30 million in commitments, while third-party venture databases record a roughly $30 million Fund I close.

Nebular's official website describes the firm as investing at the "event horizon," emphasizing very early, unexpected companies and founders rather than conventional, highly polished opportunities. The firm says it moves quickly, writes lead checks and prefers unconventional ideas and markets.

That branding is consistent with the portfolio evidence. The Currency profiled Murphy and Nebular in 2024 and described investments ranging from AI-enabled children's products to space infrastructure, illustrating an intentionally contrarian and curiosity-driven style.

Murphy's own public commentary also shows that Nebular's first fund invested roughly half its capital in European and U.K. businesses while maintaining a strong U.S. orientation. He has specifically named companies such as Co:Helm, Lynq, Teton, Lumen Orbit and Trace.Space.

The firm's market reputation is therefore better understood as that of an emerging solo-GP venture manager with visible founder relationships and distinctive sector bets, rather than a traditional multi-partner institutional VC franchise. That creates both opportunity and risk. A solo-GP structure can be faster and more concentrated, but it also creates higher key-person dependency around one investor's judgment, sourcing network and portfolio-management capacity.

Fund Structure, Capital Growth and Portfolio Evidence

Nebular Fund II is legally separate from the Nebular brand. The fund's issuer is Nebular Fund II, LP, formed in Delaware in 2025. Its general partner is Nebular Fund II GP, LLC, and Finn Murphy is listed in the SEC filing as manager of the general partner. The principal office in the original filing was 54 West 21st Street, Suite 407, New York, and the fund used the same phone number later seen across related Nebular vehicles.

The 2025 filing provides unusually useful baseline data. The fund disclosed a $55 million offering, $32.31 million sold, $22.69 million remaining, 33 investors, a $5,000 minimum investment, zero sales commissions and zero finder's fees. The filing also stated that the general partner or affiliates could receive management fees under the partnership agreement.

By September 2026, the amendment showed approximately $28.963 million of additional capital according to Form D tracking data. That brings the cumulative amount sold across the public history to roughly $61.27 million. This suggests the fund either increased its effective fundraising ceiling or continued raising above the original $55 million target disclosed in 2025. The exact amended offering cap should be read from the latest filing itself, but the capital-growth trend is clear.

Nebular Fund II also appears to sit within a broader set of SPV or series structures. SEC filings show multiple entities using names such as Nebular Expansion, LP and Nebular Expansion II, LP, often with Finn Murphy and Nebular Fund I GP or Fund II GP attached. Recent examples include OR-0827 Fund II and ST-0106 Fund II.

This is important because it indicates Nebular may use separate series or special-purpose vehicles alongside flagship funds for individual investments or follow-on opportunities. Investors should therefore ask whether Fund II itself owns every underlying position directly or whether some deals are accessed through parallel SPVs, co-investment vehicles or expansion structures.

The public portfolio evidence supports the view that Nebular is active rather than merely fundraising. Third-party venture databases track roughly 22 Nebular investments, while Murphy has publicly discussed investments in Teton, Lumen Orbit, Co:Helm, Trace.Space and other early-stage companies.

Teton is one of the clearer examples. Murphy has stated that Nebular backed the company early and later participated again as Teton raised a $20 million Series A, while Dealroom separately lists Nebular among investors in that round.

Lumen Orbit is another distinctive case. Murphy publicly described the company as Nebular's largest investment at the time and highlighted its plan to build data-center infrastructure in space.

Nebular has also been linked to defense and deep-tech investing. Public startup-market data lists Nebular among investors in Delian Alliance Industries' 2025 Series A, alongside firms including Air Street Capital, Marathon Venture Capital and HCVC.

Project Eleven provides another example of how Murphy's strategy can extend beyond passive investing. In 2025 commentary, he described incubating the company, acting temporarily as CEO and helping assemble a team that later raised a $6 million seed round.

Together, these examples show a portfolio style focused less on standardized SaaS investing and more on technically ambitious or non-consensus opportunities across AI, healthcare, space, crypto, quantum and defense.

Reputation, Regulation and What Public Evidence Does Not Show

Nebular has meaningful media and ecosystem visibility for a relatively young fund. The Irish Times covered Murphy's launch of the firm, The Currency profiled its investment approach, venture industry interviews have featured Murphy as a solo GP, and Axios reported that Amkan Ventures had invested in Nebular as part of its strategy of backing emerging U.S. venture managers.

That third-party LP evidence is particularly useful. Axios reported that Amkan Ventures had invested in Nebular while building a fund-of-funds strategy connecting Gulf family offices with emerging U.S. VC managers. This does not validate future performance, but it shows that Nebular has passed at least some external manager-selection process beyond founder marketing.

At the same time, Nebular is still a relatively young platform founded in 2023, and its public track record is much shorter than established venture firms. CB Insights lists two funds, while Fund I only reached final-close territory in 2024 and Fund II appeared publicly in 2025.

We also did not identify evidence in the sources reviewed that Nebular itself is currently an SEC-registered investment adviser. That should not automatically be treated as a problem. Venture managers may operate under exemptions depending on fund structure and regulatory status. But the distinction is important: a Form D for Nebular Fund II does not mean Nebular is "SEC approved," and a venture fund filing should not be presented as equivalent to investment-adviser registration.

The 3(c)(1) exclusion selected by Fund II is also worth noting. Unlike 3(c)(7) funds, which generally rely on qualified purchasers, 3(c)(1) private funds operate under a different investor-number framework. Fund II's initial filing reported 33 investors and a surprisingly low $5,000 minimum accepted from an outside investor.

That $5,000 figure should not automatically be interpreted as the normal commercial subscription minimum for every LP. It is simply the minimum accepted from any outside investor disclosed on the Form D. Actual LP commitment requirements may differ materially and should be confirmed through subscription documents.

Public information also remains limited on Nebular Fund II's auditor, administrator, custodian, fee structure, carried interest, realized distributions and portfolio valuation methodology. These are important omissions for an investor trying to move from "is this real" to "is this attractive"

Risks, Gaps and What Investors Should Verify

Nebular's strongest investment characteristic is also one of its largest risks: concentration around a relatively young, solo-GP-led venture strategy. Early-stage venture investing depends heavily on manager judgment, access, follow-on discipline and a small number of outlier outcomes. A fund can have many promising companies and still generate weak returns if entry valuations, ownership levels or exits are poor.

The second major risk is illiquidity. Pre-seed and seed investments may remain private for many years, and many will fail entirely. Public examples such as Teton and Lumen Orbit show companies making progress, but later funding rounds do not equal realized fund returns. Unrealized markups are not cash distributions.

The third issue is strategy breadth. Nebular publicly invests across software, AI, healthcare, space infrastructure, defense and other emerging technologies. That can create differentiated upside, but it also requires a very broad underwriting capability across technically different sectors.

The fourth issue is key-person dependence. Finn Murphy is clearly central to the platform. He appears in SEC filings, media interviews, founder relationships and the investment thesis. Investors should understand what happens if he becomes unavailable and what investment committee, operational or succession infrastructure exists around him.

The fifth issue is the relationship between flagship funds and the many related Nebular Expansion series vehicles. Investors should ask how deals are allocated between Fund I, Fund II, SPVs, co-investment vehicles and follow-on structures, and whether the same company can appear across multiple vehicles with different economics.

A serious investor should therefore request the Fund II PPM, Limited Partnership Agreement, subscription agreement, full portfolio schedule, cost basis by company, current fair value, ownership percentages, reserves for follow-ons, management fee, carry, fund expenses, auditor, administrator, banking/custody arrangements, valuation policy, SPV allocation policy, conflict policy, LPAC structure, gross IRR, net IRR, TVPI, DPI and RVPI.

The most important questions are straightforward: How much of the approximately $61.3 million reported sold has actually been called and invested What are the top ten Fund II positions How much ownership does Nebular hold at entry and after dilution How much capital is reserved for follow-ons Which investments sit outside the flagship fund in Nebular Expansion vehicles And how much of reported portfolio appreciation has actually been realized in cash

Final Assessment

Nebular Fund II is a real and actively funded venture capital vehicle with a strong public identity trail. The issuer, GP and Finn Murphy connection are directly visible in SEC records. Fund II's public capital history shows substantial growth from $32.31 million sold in September 2025 to roughly $61.27 million cumulatively after the 2026 amendment.

Nebular also has something many new Form D issuers lack: a recognizable investment brand and a portfolio that can be traced through independent reporting and founder-level evidence. Fund I reached roughly $30 million, while publicly visible investments span companies such as Teton, Lumen Orbit, Trace.Space and other early-stage technology businesses.

The firm's reputation is that of an unconventional emerging VC platform rather than a large institutional franchise. That gives it a differentiated investment identity but also raises key-person, concentration and strategy-execution risks.

FilingDossier's conclusion is that Nebular Fund II appears legitimate and materially more established than a typical newly filed venture vehicle. The main unanswered questions are no longer about whether the fund exists, but about Fund II's actual portfolio, valuation discipline, fee structure, SPV allocation practices and realized performance.

FilingDossier Research Conclusion

Company Name: Nebular

Legal Entity: Nebular Fund II, LP

Founder / Key Executive: Finn Murphy

General Partner: Nebular Fund II GP, LLC

CIK: 0002086910

Jurisdiction: Delaware

Fund Type: Venture Capital Fund

Rule: 506(b)

ICA Exclusion: Section 3(c)(1)

Fund II Formed: 2025

Initial 2025 Offering: $55M

2025 Amount Sold: $32.31M

2025 Investors: 33

2025 Minimum Outside Investment: $5,000

2026 Incremental Reported Capital: $28.963M

Approximate Cumulative Reported Sold: $61.273M

Fund I Size: Approximately $30M publicly reported

Official Website: Verified

Portfolio Activity: Independently visible

Related Expansion / SPV Vehicles: Verified

SEC-Registered Adviser Status: Not established from reviewed sources

Public Fund II Performance: Not established

Auditor / Administrator / Custodian: Not clearly identified publicly

Independent Conclusion: Nebular is a verifiable early-stage venture platform with a recognizable founder, an approximately $30M first fund, a significantly larger Fund II and visible investments across AI, healthcare, space, defense and other emerging technologies. Fund II's rapid capital growth is a strong operating signal, but investment quality still depends on portfolio outcomes, ownership, valuation discipline, liquidity and the allocation of deals across flagship and related vehicles.

Primary Sources Reviewed

This review relied primarily on SEC Form D records, Nebular's official website, The Irish Times, The Currency, Axios, CB Insights, public venture databases, founder commentary and related Nebular series-vehicle filings. Fund-level facts are kept separate from broader Nebular brand or portfolio information.

Important Notice

A Form D is a notice filing for an exempt securities offering. It does not mean the SEC has approved Nebular, reviewed its portfolio or verified investment performance.

FilingDossier is an independent public-record research platform and is not affiliated with Nebular, Finn Murphy or the U.S. Securities and Exchange Commission.

This article is provided for informational and research purposes only and does not constitute investment, legal or financial advice.

Important Form D notice: A Form D filing is a notice filing for an exempt securities offering. It does not mean that the U.S. Securities and Exchange Commission has approved, licensed, endorsed, or verified the issuer or the offering. Readers should verify information through official SEC sources and conduct their own due diligence.
Verification note: SEC.gov and the relevant regulator's official records remain authoritative. This site's research is independent editorial content.